Attached files
file | filename |
---|---|
8-K - FORM 8-K - ENCORE CAPITAL GROUP INC | d8k.htm |
EX-10.1 - CREDIT AGREEMENT - ENCORE CAPITAL GROUP INC | dex101.htm |
EX-10.3 - GUARANTY - ENCORE CAPITAL GROUP INC | dex103.htm |
EX-10.2 - PLEDGE AND SECURITY AGREEMENT - ENCORE CAPITAL GROUP INC | dex102.htm |
Exhibit 99.1
For Immediate Release
Encore Capital Group Announces Fourth Quarter and Full Year 2009 Results and New Revolving Credit Facility
SAN DIEGO, February 8, 2010 /PRNewswire-FirstCall/ Encore Capital Group, Inc. (Nasdaq: ECPG), a leading distressed consumer debt management company, today reported consolidated financial results for the fourth quarter and full year ended December 31, 2009.
For the fourth quarter of 2009:
| Gross collections were $124.5 million, a 32% increase over the $94.4 million in the same period of the prior year. Excluding portfolio sales, collections were $124.5 million, a 34% increase over the $92.8 million in the same period of the prior year. |
| Investment in receivable portfolios was $41.0 million, to purchase $1.0 billion in face value of debt, compared to $63.8 million, to purchase $1.7 billion in face value of debt in the same period of the prior year. Available capacity under the revolving credit facility, subject to borrowing base and applicable debt covenants, was $75.0 million as of December 31, 2009. Total debt, consisting of the revolving credit facility, convertible notes and capital lease obligations, was $303.1 million as of December 31, 2009, consistent with the $303.7 million as of December 31, 2008. |
| Revenue from receivable portfolios was $77.0 million, a 61% increase over the $47.9 million in the same period of the prior year. This increase was due largely to the differences in net impairment provisions recorded in each period, as discussed below in additional information. Excluding net impairment provisions, revenue from receivable portfolios increased 12%. Revenue recognized on receivable portfolios, as a percentage of portfolio collections, excluding the effects of impairment provisions, was 66%, compared to 78% in the same period of the prior year. |
| Revenue from bankruptcy servicing was $4.5 million, a 12% increase over the $4.0 million in the same period of the prior year. |
| Total operating expenses were $64.6 million, a 19% increase over the $54.2 million in the same period of the prior year. Operating expense (excluding stock-based compensation expense and bankruptcy servicing operating expenses) per dollar collected decreased to 48.5%, compared to 53.6% in the same period of the prior year. |
| Adjusted EBITDA, defined as net income before interest, taxes, depreciation and amortization, stock-based compensation expense and portfolio amortization, was $66.1 million, a 34% increase over the $49.3 million in the same period of the prior year. |
| Total interest expense was $4.0 million, compared to $5.4 million in the same period of the prior year. |
Encore Capital Group, Inc.
Page 2 of 9
| Net income was $8.4 million, or $0.34 per fully diluted share, compared to a net loss of $2.1 million, or $0.09 per fully diluted share in the same period of the prior year. |
| Tangible book value per share, computed by dividing total stockholders equity less goodwill and identifiable intangible assets by the number of diluted shares outstanding, was $9.23 as of December 31, 2009, a 17% increase over $7.86 as of December 31, 2008. |
For the full year of 2009:
| Gross collections were $487.8 million, a 22% increase over the $398.6 million in 2008. |
| Total revenue was $316.4 million, a 24% increase over the $255.9 million in 2008. |
| Total operating expenses were $249.8 million, a 15% increase over the $216.9 million in 2008. Operating expense (excluding stock-based compensation expense and bankruptcy servicing operating expenses) per dollar collected decreased to 47.6% compared to 50.2% in 2008. |
| Adjusted EBITDA was $264.6 million, a 27% increase over the $208.0 million in 2008. |
| Net income was $33.0 million, or $1.37 per fully diluted share, compared to net income of $13.8 million or $0.59 per fully diluted share in 2008. |
Additional information:
Certain events affected the comparability of 2009 versus 2008 quarterly and annual results, as outlined below. For a more detailed comparison of 2009 versus 2008 results, refer to Managements Discussion and Analysis of Financial Condition and Results of Operations included in the Companys Annual Report on Form 10-K for the year ended December 31, 2009.
| In the fourth quarter of 2009, the Company recorded a net impairment provision of $5.0 million, compared to a net impairment provision of $25.4 million in the same period of the prior year. For the full year of 2009, the Company recorded a net impairment provision of $19.3 million, compared to a net impairment provision of $41.4 million in the prior year. |
| For the full year of 2009, the Company expensed $43.6 million in upfront court costs, compared to $38.5 million in the prior year. |
| In 2009, the Company repurchased $28.5 million principal amount of its outstanding convertible notes, for a total price of $22.3 million, plus accrued interest. These repurchases resulted in a gain of $3.3 million. In 2008, the Company repurchased $28.6 million principal amount of its outstanding convertible notes, for a total price of $20.1 million, plus accrued interest. These repurchases resulted in a net gain of $4.8 million. |
| For the full year of 2009, general and administrative expenses increased by $7.5 million, to $26.9 million, compared to $19.4 million in the prior year. The increase was primarily the result of an increase of $5.3 million in corporate legal expenses related primarily to our settled Jefferson Capital arbitration and other ongoing litigation, an increase of $1.2 million in corporate settlements and an increase of $0.9 million in building rent, primarily in India, where we incurred rental charges at two locations, as we built out a larger site. |
Encore Capital Group, Inc.
Page 3 of 9
New Revolving Credit Facility
Separately, the Company announced that it has entered into a new $327.5 million, three-year revolving credit facility that expires in May 2013. Importantly, the new facility contains an accordion feature, which allows the Company to request an increase in the facility by up to $100.0 million, not to exceed a total facility of $427.5 million. The new facility replaces the Companys pre-existing $335.0 million revolving credit agreement that was scheduled to expire in May 2010. JPMorgan Chase Bank acted as administrative agent as well as a lender under the new agreement. Bank of America acted as syndication agent as well as a lender. The facility also includes Fifth Third, SunTrust, Morgan Stanley, California Bank & Trust and Citibank, among other lenders.
Borrowings under the new facility bear interest at either LIBOR, plus a spread that ranges from 375 to 425 basis points, depending on the Companys leverage, or an alternate base rate, which can be based on, among several choices, the prime rate plus a spread that ranges from 250 to 300 basis points.
Several terms of the new facility offer more flexible financial covenants, including a borrowing base equal to 30% of eligible estimated remaining collections, an annual capital expenditure maximum of $12.5 million, increased from $6.0 million, an annual rental expense maximum of $12.5 million, increased from $5.0 million, an outstanding capital lease maximum of $12.5 million, increased from $5.0 million, an acquisition limit of $100.0 million, increased from $60.0 million and the renewed ability to repurchase up to $50.0 million in any combination of the Companys common stock and convertible notes.
In this challenging credit environment, we are pleased to have renewed the facility at $327.5 million with additional flexibility. We are enthusiastic about the addition of several strong banks to our syndicate and we look forward to the opportunity to expand the facility by $100.0 million, as our Company continues to grow, said Paul Grinberg, Executive Vice President and Chief Financial Officer. Most importantly, we appreciate the support of our lending partners and their commitment to our business.
Securities Repurchase Program
The Company also announced that its Board of Directors has authorized a new securities repurchase program which replaces the previous program originally established in February 2007. Under the new program, the Company may buy back up to $50.0 million of a combination of its common stock and convertible notes. The purchases may be made from time to time in the open market or through privately negotiated transactions and will be dependent upon various business and financial considerations. Securities repurchases are subject to compliance with applicable legal requirements and other factors.
Non-GAAP Financial Measures
The Company has included information concerning Adjusted EBITDA because management utilizes this information, which is materially similar to a financial measure contained in covenants
Encore Capital Group, Inc.
Page 4 of 9
used in the Companys credit agreement, in the evaluation of its operations and believes that this measure is a useful indicator of the Companys ability to generate cash collections in excess of operating expenses through the liquidation of its receivable portfolios. The Company has included information concerning total operating expenses excluding stock-based compensation expense and bankruptcy servicing operating expenses in order to facilitate a comparison of approximate cash costs to cash collections for the debt purchasing business in the periods presented. The Company has included information concerning tangible book value per share because management believes that this metric is a meaningful measure that reflects the equity deployed in the business. These non-GAAP financial measures should not be considered as alternatives to, or more meaningful than, net income and total operating expenses as indicators of Encore Capital Groups operating performance and total stockholders equity as an indicator of Encore Capital Groups financial condition. Adjusted EBITDA, operating expenses excluding stock-based compensation expense and bankruptcy servicing operating expenses, and tangible book value per share have not been prepared in accordance with U.S. generally accepted accounting principles (GAAP). These non-GAAP financial measures, as presented by Encore Capital Group, may not be comparable to similarly titled measures reported by other companies. The Company has included a reconciliation of Adjusted EBITDA to reported earnings under GAAP, a reconciliation of operating expenses excluding stock-based compensation expense and bankruptcy servicing operating expenses to the GAAP measure total operating expenses, and a reconciliation of tangible book value per share to the GAAP measure total stockholders equity in the attached financial tables.
About Encore Capital Group, Inc.
Encore Capital Group, Inc. is a systems-driven purchaser and manager of charged-off consumer receivables portfolios. More information on the Company can be found at www.encorecapitalgroup.com.
Forward-Looking Statements
The statements in this press release that are not historical facts, including, most importantly, those statements preceded by, or that include, the words may, believe, projects, expects, anticipates or the negation thereof, or similar expressions, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the Reform Act). These statements may include, but are not limited to, statements regarding our future operating results and growth, ability to expand and utilize flexibility under our new credit facility, and the repurchase of our securities. For all forward-looking statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. Such forward-looking statements involve risks, uncertainties and other factors which may cause actual results, performance or achievements of the Company and its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors are discussed in the reports filed by the Company with the Securities and Exchange Commission, including the most recent reports on Forms 10-K, 10-Q and 8-K, each as it may be amended from time to time. The Company disclaims any intent or obligation to update these forward-looking statements.
Encore Capital Group, Inc.
Page 5 of 9
Contact:
Encore Capital Group, Inc.
Paul Grinberg (858) 309-6904
paul.grinberg@encorecapitalgroup.com
or
Ren Zamora (858) 560-3598
ren.zamora@encorecapitalgroup.com
FINANCIAL TABLES FOLLOW
Encore Capital Group, Inc.
Page 6 of 9
ENCORE CAPITAL GROUP, INC.
Consolidated Statements of Financial Condition
(In Thousands, Except Par Value Amounts)
December 31, 2009 |
December 31, 2008 |
|||||||
Adjusted | ||||||||
Assets |
||||||||
Cash and cash equivalents |
$ | 8,388 | $ | 10,341 | ||||
Accounts receivable, net |
3,134 | 1,757 | ||||||
Investment in receivable portfolios, net |
526,877 | 461,346 | ||||||
Deferred court costs |
25,957 | 28,335 | ||||||
Property and equipment, net |
9,427 | 6,290 | ||||||
Prepaid income tax |
| 7,935 | ||||||
Forward flow asset |
| 10,302 | ||||||
Other assets |
4,252 | 5,049 | ||||||
Goodwill |
15,985 | 15,985 | ||||||
Identifiable intangible assets, net |
1,139 | 1,739 | ||||||
Total assets |
$ | 595,159 | $ | 549,079 | ||||
Liabilities and stockholders equity |
||||||||
Liabilities: |
||||||||
Accounts payable and accrued liabilities |
$ | 21,815 | $ | 18,204 | ||||
Income taxes payable |
2,681 | | ||||||
Deferred tax liabilities, net |
16,980 | 15,108 | ||||||
Deferred revenue and purchased servicing obligation |
5,481 | 5,203 | ||||||
Debt |
303,075 | 303,655 | ||||||
Other liabilities |
2,036 | 3,483 | ||||||
Total liabilities |
352,068 | 345,653 | ||||||
Commitments and contingencies |
||||||||
Stockholders equity: |
||||||||
Convertible preferred stock, $.01 par value, 5,000 shares authorized, no shares issued and outstanding |
| | ||||||
Common stock, $.01 par value, 50,000 shares authorized, 23,359 shares and 23,053 shares issued and outstanding as of December 31, 2009 and 2008, respectively |
234 | 231 | ||||||
Additional paid-in capital |
104,261 | 98,521 | ||||||
Accumulated earnings |
139,842 | 106,795 | ||||||
Accumulated other comprehensive loss |
(1,246 | ) | (2,121 | ) | ||||
Total stockholders equity |
243,091 | 203,426 | ||||||
Total liabilities and stockholders equity |
$ | 595,159 | $ | 549,079 | ||||
Encore Capital Group, Inc.
Page 7 of 9
ENCORE CAPITAL GROUP, INC.
Condensed Consolidated Statements of Operations
(In Thousands, Except Per Share Amounts)
Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
2009 | 2008 | 2009 | 2008 | |||||||||||||
Adjusted | Adjusted | |||||||||||||||
Revenue |
||||||||||||||||
Revenue from receivable portfolios, net |
$ | 77,044 | $ | 47,902 | $ | 299,732 | $ | 240,802 | ||||||||
Servicing fees and other related revenue |
4,508 | 4,040 | 16,687 | 15,087 | ||||||||||||
Total revenue |
81,552 | 51,942 | 316,419 | 255,889 | ||||||||||||
Operating expenses |
||||||||||||||||
Salaries and employee benefits (excluding stock-based compensation expense) |
14,895 | 12,617 | 58,025 | 58,120 | ||||||||||||
Stock-based compensation expense |
1,049 | 382 | 4,384 | 3,564 | ||||||||||||
Cost of legal collections |
27,905 | 26,662 | 112,570 | 96,187 | ||||||||||||
Other operating expenses |
7,401 | 5,996 | 26,013 | 23,652 | ||||||||||||
Collection agency commissions |
5,795 | 2,310 | 19,278 | 13,118 | ||||||||||||
General and administrative expenses |
6,846 | 5,540 | 26,920 | 19,445 | ||||||||||||
Depreciation and amortization |
697 | 652 | 2,592 | 2,814 | ||||||||||||
Total operating expenses |
64,588 | 54,159 | 249,782 | 216,900 | ||||||||||||
Income before other (expense) income and income taxes |
16,964 | (2,217 | ) | 66,637 | 38,989 | |||||||||||
Other (expense) income |
||||||||||||||||
Interest expense |
(3,959 | ) | (5,401 | ) | (16,160 | ) | (20,572 | ) | ||||||||
Gain on repurchase of convertible notes, net |
| 4,064 | 3,268 | 4,771 | ||||||||||||
Other income (expense) |
9 | 17 | (2 | ) | 358 | |||||||||||
Total other expense |
(3,950 | ) | (1,320 | ) | (12,894 | ) | (15,443 | ) | ||||||||
Income (loss) before income taxes |
13,014 | (3,537 | ) | 53,743 | 23,546 | |||||||||||
(Provision for) benefit from income taxes |
(4,609 | ) | 1,442 | (20,696 | ) | (9,700 | ) | |||||||||
Net income (loss) |
$ | 8,405 | $ | (2,095 | ) | $ | 33,047 | $ | 13,846 | |||||||
Weighted average shares outstanding: |
||||||||||||||||
Basic |
23,341 | 23,094 | 23,215 | 23,046 | ||||||||||||
Diluted |
24,484 | 23,632 | 24,082 | 23,577 | ||||||||||||
Earnings (loss) per share: |
||||||||||||||||
Basic |
$ | 0.36 | $ | (0.09 | ) | $ | 1.42 | $ | 0.60 | |||||||
Diluted |
$ | 0.34 | $ | (0.09 | ) | $ | 1.37 | $ | 0.59 |
Encore Capital Group, Inc.
Page 8 of 9
ENCORE CAPITAL GROUP, INC.
Consolidated Statements of Cash Flows
(In Thousands)
Year Ended December 31, | ||||||||
2009 | 2008 | |||||||
Adjusted | ||||||||
Operating activities: |
||||||||
Net Income |
$ | 33,047 | $ | 13,846 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||
Depreciation and amortization |
2,592 | 2,814 | ||||||
Amortization of loan costs and debt discount |
4,080 | 6,320 | ||||||
Stock-based compensation expense |
4,384 | 3,564 | ||||||
Gain on repurchase of convertible notes, net |
(3,268 | ) | (4,771 | ) | ||||
Deferred income tax expense |
1,872 | 1,642 | ||||||
Excess tax benefit from stock-based payment arrangements |
(729 | ) | | |||||
Provision for impairment on receivable portfolios, net |
19,310 | 41,400 | ||||||
Changes in operating assets and liabilities |
||||||||
Other assets |
(1,668 | ) | 4,135 | |||||
Deferred court costs |
2,379 | (7,803 | ) | |||||
Prepaid income tax and income taxes payable |
11,204 | 2,095 | ||||||
Deferred revenue and purchased service obligation |
278 | 1,305 | ||||||
Accounts payable, accrued liabilities and other liabilities |
2,635 | (1,476 | ) | |||||
Net cash provided by operating activities |
76,116 | 63,071 | ||||||
Investing activities: |
||||||||
Purchases of receivable portfolios, net of forward flow allocation |
(246,330 | ) | (224,717 | ) | ||||
Collections applied to investment in receivable portfolios, net |
168,416 | 116,101 | ||||||
Proceeds from put-backs of receivable portfolios |
3,375 | 3,640 | ||||||
Purchases of property and equipment |
(4,632 | ) | (2,276 | ) | ||||
Net cash used in investing activities |
(79,171 | ) | (107,252 | ) | ||||
Financing activities: |
||||||||
Proceeds from notes payable and other borrowings |
90,500 | 108,000 | ||||||
Repayment of notes payable and other borrowings |
(68,500 | ) | (42,169 | ) | ||||
Repurchase of convertible notes |
(22,262 | ) | (20,101 | ) | ||||
Proceeds from exercise of stock options |
1,175 | 23 | ||||||
Excess tax benefit from stock-based payment arrangements |
729 | | ||||||
Proceeds from capital lease |
| 400 | ||||||
Repayment of capital lease obligations |
(540 | ) | (307 | ) | ||||
Net cash provided by financing activities |
1,102 | 45,846 | ||||||
Net increase (decrease) in cash |
(1,953 | ) | 1,665 | |||||
Cash and cash equivalents, beginning of period |
10,341 | 8,676 | ||||||
Cash and cash equivalents, end of period |
$ | 8,388 | $ | 10,341 | ||||
Supplemental disclosures of cash flow information: |
||||||||
Cash paid for interest |
$ | 12,521 | $ | 14,427 | ||||
Cash paid for income taxes |
$ | 8,243 | $ | 5,301 | ||||
Supplemental schedule of non-cash investing and financing activities: |
||||||||
Fixed assets acquired through capital lease |
$ | 516 | $ | 1,602 | ||||
Allocation of forward flow asset to acquired receivable portfolios |
$ | 10,302 | $ | 5,561 |
Encore Capital Group, Inc.
Page 9 of 9
ENCORE CAPITAL GROUP, INC.
Supplemental Financial Information
Reconciliation of Adjusted EBITDA to GAAP Net Income, Operating Expenses, Excluding Stock-based Compensation
Expense and Bankruptcy Servicing Operating Expenses to GAAP Total Operating Expenses, and Tangible Book Value Per
Share to GAAP Total Stockholders Equity
(Unaudited, In Thousands, Except Per Share Amounts)
Three Months Ended December 31, |
Year Ended December 31, | ||||||||||||
2009 | 2008 | 2009 | 2008 | ||||||||||
Adjusted | Adjusted | ||||||||||||
GAAP net income (loss), as reported |
$ | 8,405 | $ | (2,095 | ) | $ | 33,047 | $ | 13,846 | ||||
Interest expense |
3,959 | 5,401 | 16,160 | 20,572 | |||||||||
Provision for (benefit from) income taxes |
4,609 | (1,442 | ) | 20,696 | 9,700 | ||||||||
Depreciation and amortization |
697 | 652 | 2,592 | 2,814 | |||||||||
Amount applied to principal on receivable portfolios |
47,384 | 46,364 | 187,726 | 157,501 | |||||||||
Stock-based compensation expense |
1,049 | 382 | 4,384 | 3,564 | |||||||||
Adjusted EBITDA |
$ | 66,103 | $ | 49,262 | $ | 264,605 | $ | 207,997 | |||||
Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
2009 | 2008 | 2009 | 2008 | |||||||||||||
Adjusted | Adjusted | |||||||||||||||
GAAP total operating expenses, as reported |
$ | 64,588 | $ | 54,159 | $ | 249,782 | $ | 216,900 | ||||||||
Stock-based compensation expense |
(1,049 | ) | (382 | ) | (4,384 | ) | (3,564 | ) | ||||||||
Bankruptcy servicing operating expenses |
(3,140 | ) | (3,192 | ) | (13,218 | ) | (13,369 | ) | ||||||||
Operating expenses, excluding stock-based compensation expense and bankruptcy servicing operating expenses |
$ | 60,399 | $ | 50,585 | $ | 232,180 | $ | 199,967 | ||||||||
As of December 31, 2009 |
As of December 31, 2008 |
|||||||
Adjusted | ||||||||
GAAP total stockholders equity, as reported |
$ | 243,091 | $ | 203,426 | ||||
Goodwill |
(15,985 | ) | (15,985 | ) | ||||
Identifiable intangible assets, net |
(1,139 | ) | (1,739 | ) | ||||
Tangible book value |
$ | 225,967 | $ | 185,702 | ||||
Diluted shares outstanding |
24,484 | 23,632 | ||||||
Tangible book value per share |
$ | 9.23 | $ | 7.86 |
# # #